UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 19, 2009
DUKE ENERGY CAROLINAS, LLC
(Exact Name of Registrant as Specified in its Charter)
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| North Carolina
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1-4928
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56-0205520 |
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(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.) |
526 South Church Street, Charlotte, North Carolina 28202-1803
(Address of Principal Executive Offices, including Zip Code)
(704) 594-6200
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events.
On November 19, 2009, Duke Energy Carolinas, LLC (the “Company”) consummated the issuance and
sale of the securities described below pursuant to an underwriting agreement, dated as of November
16, 2009 (the “Underwriting Agreement”), with Banc of America Securities, LLC, Citigroup Global
Markets Inc., Morgan Stanley & Co. Incorporated and Wells Fargo Securities, LLC, as representatives
of the several underwriters named therein (the “Underwriters”), pursuant to which the Company
agreed to issue and sell to the Underwriters $750,000,000 aggregate principal amount of the
Company’s First and Refunding Mortgage Bonds, 5.30% Series due 2040 (the “Mortgage Bonds”). The
Mortgage Bonds were sold to the Underwriters at a discount to their principal amount. The Mortgage
Bonds were issued under the First and Refunding Mortgage, dated as of December 1, 1927, as amended
from time to time, including by the Ninetieth Supplemental Indenture (the “Supplemental
Indenture”), dated as of November 19, 2009, between the Company and The Bank of New York Mellon
Trust Company, N.A., as Trustee, relating to the Mortgage Bonds. The disclosure in this Item 8.01
is qualified in its entirety by the provisions of the Indenture, the Supplemental Indenture, which
is filed as Exhibit 4.1 hereto, and the Underwriting Agreement, which is filed as Exhibit 99.1
hereto. Such exhibits are incorporated herein by reference. Also, in connection with the issuance
and sale of the Mortgage Bonds, the Company is filing a legal opinion regarding the validity of the
Mortgage Bonds as Exhibit 5.1 to this Form 8-K for the purpose of incorporating the opinion into
the Company’s Registration Statement No. 333-146483-03.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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| Exhibit |
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Description |
| Exhibit 4.1
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Ninetieth Supplemental Indenture dated as of November 19,
2009 between the Company and The Bank of New York Mellon
Trust Company, N.A., as Trustee |
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| Exhibit 5.1
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Opinion regarding validity of the Securities |
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| Exhibit 23.1
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Consent (included as part of Exhibit 5.1) |
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| Exhibit 99.1
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Underwriting Agreement, dated as of November 16, 2009,
between the Company and Banc of America Securities, LLC,
Citigroup Global Markets Inc., Morgan Stanley & Co.
Incorporated and Wells Fargo Securities, LLC, as
representatives of the several underwriters named therein |
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